Welcome to our dedicated page for Profusa SEC filings (Ticker: PFSA), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Profusa, Inc. (Nasdaq: PFSA) SEC filings page provides access to the company’s official regulatory documents filed with the U.S. Securities and Exchange Commission. Profusa is a commercial stage digital health and medical technology company focused on tissue-integrated biosensors and its Lumee Oxygen tissue monitoring platform, and its filings offer detailed insight into its capital structure, governance, financing arrangements and listing status.
Through this page, users can review current reports on Form 8-K where Profusa discloses material events such as securities purchase agreement amendments, senior secured convertible promissory note modifications, equity line of credit approvals, Nasdaq listing notifications, and manufacturing or commercial milestones referenced in Regulation FD disclosures. These 8-K filings explain key terms of convertible notes, floor price adjustments, tranche structures and mandatory prepayment provisions tied to equity line proceeds.
Investors can also access proxy statements on Schedule 14A, which describe special meetings of stockholders convened to approve items such as potential issuance of more than 19.99% of outstanding shares upon conversion of senior secured convertible notes, increases in authorized common shares, and proposals authorizing the board to implement one or more reverse stock splits within a specified ratio range. These documents outline the board’s recommendations, voting requirements and the rationale behind each corporate action.
Additional filings include registration statements on Form S-1 and related amendments, which detail resale registrations for shares issuable upon conversion of Profusa’s notes, as well as the company’s status as an emerging growth company and smaller reporting company. Notifications of late filing on Form 12b-25 explain timing for quarterly reports when additional time is needed to finalize disclosures.
On Stock Titan, each Profusa filing is accompanied by AI-powered summaries that highlight the main points of lengthy documents, helping users quickly understand complex financing terms, proposed charter amendments, or Nasdaq compliance updates. Real-time integration with EDGAR ensures that new 8-Ks, S-1 amendments, proxy statements and other PFSA filings appear promptly, while insider transaction reports on Form 4 and periodic reports such as 10-K and 10-Q (when filed) can be browsed and compared over time.
This page is designed to help investors, analysts and other interested readers interpret Profusa’s regulatory disclosures around its Lumee biosensor platform, capital-raising activities, authorized share changes and potential reverse stock splits using concise AI explanations alongside the full official documents.
HRT Financial LP, listed as a ten percent owner of Profusa, Inc., reported open-market purchases of a total of 15,924 shares of common stock on August 3 and 4, 2026, at per-share prices of $0.958 and $0.954. The filing does not mark the Rule 10b5-1 trading plan checkbox.
A group of investment entities and individuals led by Ascent Partners Fund LLC reports beneficial ownership of Profusa, Inc. common stock. The group has shared voting and dispositive power over 58,749 shares of common stock, representing 9.99% of the class as of June 30, 2026, subject to a contractual ownership cap.
The stake arises from convertible promissory notes effective on several dates and a Securities Purchase Agreement (the ELOC Agreement) that allows Profusa, at its option and subject to a 9.99% beneficial ownership limitation (the Blocker), to require purchases of common stock. Ownership percentages are calculated using 186,411 shares outstanding as of May 12, 2026, adjusted for a 1-for-25 reverse stock split effective July 7, 2026, plus shares issuable upon partial note conversions and ELOC purchases, all constrained by the Blocker.
Profusa, Inc. large shareholder HRT Financial LP, identified as a ten percent owner, reported two non-derivative purchases of Profusa common stock. It bought 8,811 shares at $1.05 per share on July 31, 2026 and 1,063 shares at $1.01 on July 30, 2026, for total reported purchases of 9,874 shares.
Profusa, Inc. entered into an Option Agreement granting it a call option to acquire all equity of G3 Vision Labs Inc., which owns Med Screen Laboratories, Dominion Diagnostics and Acutis Diagnostics, so these businesses would become Profusa subsidiaries if the option is exercised. G3’s 2025 net revenues are estimated at approximately $111 million based on unaudited management information.
The option can be exercised for 90 days after G3 delivers specified financial information, subject to conditions including at least $30 million in aggregate financings, refinancing or consent of G3 debt, required stockholder approvals and continued Nasdaq listing. As consideration, Profusa issued 201,120 common shares and 52,903.566 Series A Non-Voting Convertible Preferred shares, each convertible into 1,000 common shares upon stockholder approval, with an additional 53,918.113 preferred shares issuable if the option is exercised. Profusa believes that, as a result of this issuance, it has at least $2.5 million in stockholders’ equity, meeting the equity standard for continued listing on The Nasdaq Capital Market, and established dividend parity, protective voting rights and an Automatic Conversion feature for the new preferred series, subject to a Beneficial Ownership Limitation.
Profusa, Inc. reported that major shareholder HRT FINANCIAL LP, a ten percent owner, purchased 1,310 shares of common stock on July 29, 2026 in a purchase classified as a "Purchase in open market or private transaction" at $1.01 per share. Following this trade, HRT FINANCIAL LP directly holds 83,871 shares of Profusa common stock.
Profusa, Inc. large shareholder HRT Financial LP filed an initial statement of beneficial ownership, reporting direct holdings of 82,561 shares of common stock. HRT Financial LP is identified as a ten percent owner of Profusa, Inc.
Profusa, Inc. entered into a non-binding term sheet to acquire a privately held commercial-stage health diagnostics and toxicology testing company, with the combined business expected to operate as a public diagnostics company with national CLIA-certified laboratories and recurring revenues. Based on unaudited management information, the target’s 2025 net revenues are estimated at approximately $111 million. The potential transaction remains subject to due diligence, definitive agreements, regulatory and stock exchange reviews, debt conversions, audited financials, and required shareholder and third-party approvals, and either party may decline to proceed.
The term sheet contemplates consideration to the target’s stockholders consisting of Profusa common stock equal to 19.99% of Profusa’s then-issued and outstanding common shares, with the remainder in non-voting convertible preferred stock, and an exchange of Profusa’s outstanding convertible notes and obligations into preferred stock. Concurrent with closing and subject to due diligence and documentation, Profusa expects to raise approximately $7 million via a subordinated convertible note with a 12‑month term, 9% original issue discount, and 7% annual interest (18% in default. Leadership changes include appointing Jack Stover as Executive Chairman and Chief Executive Officer, transitioning former CEO and Chair Ben Hwang, PhD to President (and later non-director), and adding Liviu Goldenberg as an independent director.
Profusa, Inc. amends its prospectus to register for resale up to 4,784 shares of common stock by Ascent Partners Fund LLC, comprised of up to 4,304 Purchase Shares and 480 Commitment Warrant Shares. The company states it will not receive proceeds from resale by the Selling Stockholder, though it may receive proceeds if it elects to sell Purchase Shares to Ascent under the Purchase Agreement, up to $100,000,000 in aggregate gross proceeds. The supplement attaches a Form 8-K disclosing a 1-for-25 reverse stock split effective July 7, 2026, which reduced outstanding shares from approximately 13.2 million to approximately 530 thousand. Exercise price for the Commitment Warrants is $0.0025, subject to adjustment and possible cashless exercise if no effective registration statement exists at exercise.
Profusa, Inc. filed a prospectus supplement registering the offer and resale of up to 23,194 shares of Common Stock by the selling stockholders. The registered shares include 13,333 Purchase Shares potentially sellable to Ascent Partners under an ELOC Purchase Agreement and various shares issuable on private placement warrants, founder, inducement and business combination-related issuances. The company will not receive proceeds from sales by the selling stockholders, though it may receive up to $100,000,000 in aggregate gross proceeds if it elects to sell Purchase Shares to Ascent. The supplement updates the prospectus to reflect a 1-for-25 Reverse Stock Split effective July 7, 2026, which reduced outstanding shares from approximately 13.2 million to approximately 530 thousand and left authorized shares at 601 million. All share and exercise amounts in the supplement are adjusted to give effect to the Reverse Stock Split.
Profusa, Inc. amended its prospectus supplement to register up to 7,170,891 shares of common stock for resale by selling stockholders, reflecting a mix of resale and issuance sources. The registered shares include 6,022,753 Purchase Shares, 801,114 Ascent Conversion Shares, 133,333 Ascent Inducement Warrant Shares, and 213,690 Sponsor Conversion Shares. The company will not receive proceeds from sales by the selling stockholders, but may receive up to $100,000,000 if it elects to sell Purchase Shares to Ascent under the ELOC Purchase Agreement and could receive up to $1,666,666.50 if all Ascent Inducement Warrants are exercised for cash. The supplement attaches a Form 8-K disclosing that Profusa effected a one-for-twenty-five (1:25) reverse stock split, reducing outstanding shares from approximately 13.2 million to approximately 530 thousand and adjusting option, warrant and plan share counts proportionately. The common stock continues to trade under the ticker PFSA.